SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K-A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Event Requiring Report: August 15, 2002
STEAM CLEANING USA, INC.
(Exact name of registrant as specified in its charter)
Delaware 000-30734 11-3255619
(State of Incorporation) (Commission File Number) (IRS Employer
Identification #)
68A Lamar Street, West Babylon, New York 11704
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(Address of Principal Executive Offices)
(631) 643-3454
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(Registrant's telephone number, including area code)
ITEM 1. CHANGES IN CONTROL OF REGISTRANT
On December 20, 2002, the Board of Directors, by written consent, dated as of
November 18, 2002, appointed Andrew B. Mazzone as a director of the Registrant.
Name Age Position
-------- ----- -----------
Andrew B. Mazzone 60 Director
Andrew Mazzone
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From 1968 until February 15, 1995, Mr. Mazzone was employed at Metco, Westbury,
New York, a company with $180,000,000 in annual sales. A foreign holding
corporation acquired Metco on September 30, 1994, which changed the company's
name to Sulzer Metco. Mr. Mazzone, as President, resigned from Sulzer Metco
after the acquisition of Metco by Sulzer. Mr. Mazzone did so to pursue his
belief that there is an unexploited opportunity in the thermal spray industry to
set up and consolidate industrial thermal spray coatings service shops around
the world.
Some of the highlights of Mr. Mazzone's Metco career include development of
systems in pricing, marketing sales management, materials control, inventory
control, automation, new systems for factory management, compensation systems,
and the restructuring and downsizing of the operations as required. Mr. Mazzone,
during his career at Metco, held major positions as follows: Director of
Logistics, Director of Manufacturing, Director of Marketing, Director of
Operations, Executive Vice-President, and ultimately company President. Mr.
Mazzone has degrees from Babson College, Babson Park, Massachusetts, in finance
and accounting, and an advanced degree in economics with a specialty in economic
history.
Mr. Mazzone was a founder and principal in the company Investment Software
Systems. This company develops advanced search algorithms for the communications
industry, for specific use in the efficient extraction of investment related
news information. The company was sold to ADP in 1995.
Mr. Mazzone was a founder of Thermaltec International, a research and
development company. By contract with Sulzer/Metco, Mr. Mazzone was restricted
from key sectors of the thermal spraying industry until 1998. At this time
Thermaltec was free to develop new technologies in the thermal spray industry
under contract from New York State to develop advanced coatings methodologies
for the chrome plate industry. Thermaltec also developed a stand-alone pilot
plant for delivering complete thermal spray coatings solutions for
lesser-developed nations. To that end, it built from the ground up, a facility
with 15 people, 6 engineers and $500,000 in revenues which offer thermal spray
solutions to Costa Rica. This plant will be the model for future joint ventures
throughout Latin America.
All other biographical information remains the same.
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
The Stock Purchase Agreement, dated August 15, 2002, entered into by the
Registrant, the shareholders of the issued and outstanding shares of Steam
Cleaning USA, Inc., has been amended as follows:
The shares issued to Nackoma Group, LLC and its designees, Ronald and
Sally Likas, Spencer L. Likas Trust, Carolyn S. Likas Trust, Ronald J. Likas,
Andrew Likas Trust, Aaron Likas Trust, Ron Likas and Richard Likas, James W.
Zimbler pursuant to the Stock Purchase Agreement, dated August 15, 2002, are
hereby cancelled and returned to the authorized but un-issued common stock of
the Corporation, and the shareholders shall be issued new shares, in place of
the cancelled shares as follows:
Ron Likas 1,250,000
Richard Likas 1,250,000
Nackoma Group, LLC 1,250,000
James W. Zimbler 1,250,000
EXHIBITS
N/A
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned hereunto duly authorized.
By: /s/ James W. Zimbler
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James W. Zimbler
President
Date: December 27, 2002
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